4//SEC Filing
Kelly Dylan 4
Accession 0001104659-22-038519
CIK 0001579910other
Filed
Mar 27, 8:00 PM ET
Accepted
Mar 28, 11:02 AM ET
Size
24.0 KB
Accession
0001104659-22-038519
Insider Transaction Report
Form 4
Resonant IncRESN
Kelly Dylan
Chief Operating Officer
Transactions
- Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−53,097$238,937→ 0 total→ Common Stock (53,097 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−200,000$900,000→ 0 totalExp: 2022-09-30→ Common Stock (200,000 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−100,000$450,000→ 0 total→ Common Stock (100,000 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−34,662$155,979→ 0 total→ Common Stock (34,662 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−75,000$337,500→ 0 total→ Common Stock (75,000 underlying) - Disposition from Tender
Common Stock
2022-03-28$4.50/sh−174,197$783,887→ 0 total - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−25,000$112,500→ 0 total→ Common Stock (25,000 underlying) - Disposition to Issuer
Restricted Stock Units
2022-03-28$4.50/sh−15,000$67,500→ 0 total→ Common Stock (15,000 underlying)
Footnotes (8)
- [F1]Each restricted stock unit represents a contingent right to receive one share of Resonant Inc. common stock.
- [F2]In connection with the Agreement and Plan of Merger, dated February 14, 2022, by and among Murata Electronics North America, Inc., PJ Cosmos Acquisition Company, Inc. and Resonant Inc. (the "Merger Agreement"), these restricted stock units, which provided for vesting of 50,000 shares on each of December 1, 2022, and December 1, 2023, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F3]In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 12,500 shares on each of December 1, 2022, and December 1, 2023 were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F4]In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 37,500 shares on each of December 1, 2022, and December 1, 2023, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F5]In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 11,554 shares on each of December 1, 2022, December 1, 2023, and December 1, 2024, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F6]In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 7,500 shares on each of December 1, 2022 and December 1, 2023, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F7]In connection with the Merger Agreement, these restricted stock units, which provided for vesting of 13,275 shares on December 1, 2022 and in three further installments of 13,274 shares on each of December 1, 2023, December 1, 2024, and December 1, 2025, were assumed and converted into a right of the holder to receive upon settlement an amount in cash equal to the per share merger consideration of $4.50 multiplied by the number of shares of common stock subject to such restricted stock units immediately prior to the merger. The cash settlement amount will be paid to the holder in accordance with the original terms (including forfeiture and settlement terms) applicable to such restricted stock units.
- [F8]In connection with the Merger Agreement, these restricted stock units, which provided for vesting upon certain performance-based parameters, were cancelled in the merger.
Documents
Issuer
Resonant Inc
CIK 0001579910
Entity typeother
Related Parties
1- filerCIK 0001555090
Filing Metadata
- Form type
- 4
- Filed
- Mar 27, 8:00 PM ET
- Accepted
- Mar 28, 11:02 AM ET
- Size
- 24.0 KB